Lessons Learned
by Next to Something
Summary: The Finalizer was massive, unfathomable. So awesomely huge that it was really completely ridiculous that he was able to find her. But find her he did, and as she snipped the wire that controlled the dozen doors on this hallway, she miscalculated on two things: that this particular room had a second exit, and that she was alone in it. ((Just an excuse for keep the mask on!smut.))


**AN:** I am just going to level with you here. This was written purely as a vehicle for keep the mask on!smut. If that isn't your brand of poison, then read no further. If reylo hate sex with the mask on seems like something you'd be into, then welcome aboard! Leave me a note below and let me know what you think!

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The Finalizer was massive, unfathomable. So awesomely huge that it was really completely ridiculous that he was able to find her.

But find her he did, rooting around in a control panel, trying to deactivate the doors leading to her. Making it that much harder to follow her. But as she snipped the wire that controlled the dozen doors on this hallway, she miscalculated on two things: that this particular room had a second exit, and that she was alone in it.

Rey had known he was close. Ever since their night in the snow she'd been able to feel the slightest pulse of him, stronger when he was in a rage. But being on his ship, being that much closer to him, had intensified that pulse to an outright throb and was likely the reason she was so distracted, why she hadn't noticed that she was moments from locking herself away in a work room on the Finalizer. She hadn't noticed that insistent nagging until the door fell heavily shut behind her turned back.

That...wasn't supposed to happen. She checked the wire she held severed in her fingers, tugged and pulled in a frantic attempt to find where it led. She meant to close all the doors _except_ this one. Was there even a way out of this room?

"Bold choice for a desert scavenger."

Her hands stilled at the sound of that voice. A chill ran over her, like ice-water sluicing through her veins. It was barely a voice, pitched down to a timbre reminiscent of the low grinding of ancient gears. She stood quickly from her place on the floor, turned toward the sound.

He blended well with the dark paneling of the room, only the gleam of his helmet showing in the sterile light of the room. She shouldn't berate herself too harshly for not noticing him, but she did.

"I'm sure you could earn quite a few rations from a job like this. If-" that cold humor translated like smoke through the modulator of his helm, "-you could manage to escape alive."

She gripped the hilt of her saber at her belt as he held out a hand.

"Don't."

He didn't still her. She expected him to stop her, to Force her. But all that he offered was the command of his voice to keep her from drawing her weapon. That alone shouldn't have given her pause, but it did.

"I don't want to hurt you, girl." The filter on his voice sanded away the sharp points of inflection on his words. Leaving them round and heavy in her mind.

Her hand still rested on her saber. "Don't you?"

His head canted to the side, the most expression she had seen from him like this. "You know that I don't."

He was in her mind, then. But unlike those tumultuous moments when he had her strapped to a chair, he wasn't attempting to take, to _look._ He was showing her his own mind in flashing tableaus.

 _Stalking through the forest as he deflected blast after blast that she sent at him, not once directing them back at her. Battling his inclination to simply rip information from her in the interrogation chair, and rather going as gently as he knew how-knowing it wasn't gentle enough. Knocking the blade of her saber harmlessly away again and again as she attempted to fight him on Starkiller. Through his mind, she saw how often she turned her back on him, and how often he waited for her to turn back._

 _The clashing of sabers washing them in a lilac light as he implored her to let him teach her. And a less corporeal image, one of his own imagining: her in dark robes at his side as they moved through meditative forms together._

He withdrew on this image of their bodies, so disparate in size, mirroring the other's actions. Calm and serene as he trained her to be something greater.

"You did hurt me, though!" she spat, and threw her own memories into him. It was much easier than the last time.

 _How helpless she had felt when he stilled her body on Takodana. Her sheer revulsion at his seeing her sadness as his filed through her thoughts. How insidious that felt, to be violated within her own mind. The hard crash of the tree into her back as he vaulted her from the ground on Starkiller._

"I won't insult you by apologizing," he said after a moment. "I knew you were-knew you _are_ -powerful. I responded in kind."

An uncomfortable silence followed his words and Rey felt suddenly antsy. She was aboard his ship, obviously for nefarious reasons, and he'd done nothing to her. It was unsettling.

"Black suits you," he said suddenly.

Her body snapped back to attention and she pulled at the nondescript uniform she had donned once sneaking onto the ship. She thought suddenly again of his imagining of her in long, black robes.

"I won't let you teach me." He voice was softer than she had intended, but she tipped up her chin in defiance all the same.

He stepped toward her, a long legged gait that closed the distance more quickly than she had anticipated. "But you've thought of it."

"No." She backed away a step.

"You've considered it." His voice sounded as eager as it could through the garbling of indifferent technology.

"M-maybe-" Another step away.

She wasn't frightened, or, at least, not in the way that she should be. She should be searching out this room for some manner of escape. She should draw her saber. But something, something _dark_ , was tickling through her. Something about his confidence, his long strides, his _power_ was heating her skin, setting her heart to race-not at the fear that he would kill her, but that he might touch her. He might reach out and touch her, and she might, for a reason she wouldn't give a name to, she might like it.

He came to an abrupt stop before her, his body going even more rigid.

"You want me."

She quaked at that, her hand going again to her saber for nothing else than the reassurance of something she recognized. She did not recognize these feelings coursing through her.

"Stop reading my mind!"

He chuckled, and too late she realized her mistake: verifying this truth.

"I'm not." Something purred from him, a sound that mixed clumsily with the modulator. "Lesson the first, Rey."

How, how could his dulcet voice tip even lower on her name? Grind it into her very marrow?

"Disguise your true feelings."

Another scrambling step away from him. "Easy to say for someone who hides their face!"

He huffed a short laugh. "I know what shows on my face. I know my weaknesses. That's lesson number two."

She was running out of room to evade him, coming quickly upon the work table across the room.

"What are your weaknesses, Rey?"

She bumped up against the hard edge of the table, having finally run out of space to run.

"Isn't this the part when you take off your mask?" she asked, trying to avert his avid attention from her. He advanced on her in measured steps and her heart thundered in her chest. She should be terrified. She should fear for her life, but she couldn't find fear through the haze of…want.

Masked and hooded he was even larger than normal, imposing and utterly intimidating. She dreamt of the violent boy beneath the mask, that much was true, of his tortured eyes and the monstrosities he could commit. But the more wicked of her nightmares featured this iteration of her enemy. The calm control this figure exuded, the attention he commanded by simple existence, made her feel like obeying. Made her want to be told what to do.

"Clever girl." The pitch of his voice was heavy and black as his cloak. Dense like tar as it vibrated through the hollows of her sinuses and chest. "You know what happened the last time I did that."

He was on her now, and she was pinned against the work table. She shouldn't want him, not like this. She shouldn't ache for something that seemed more machine than man. But she did and she knew her thoughts were drifting out from her. Knew that he could read them on her face, if not hear them directly from her mind.

He pressed one gloved finger under her chin, drew her face up to see where his face should be. To show her again that she could know nothing at all about what he thought when he looked upon her.

His mechanical voice rippled through the spaces between her bones when he spoke.

"Take off your clothes."

Rey was gasping for air. She hated the apparent calm of him-his simple, decisive commands. She was practically trembling before him and he stood still as a pillar.

"W-what?"

"That uniform doesn't belong to you, my girl. It's time to give it back."

She was so stiflingly hot that peeling off the uniform sounded like an almost appealing idea. But she couldn't be naked in front of him. She couldn't do what he told her, no matter how tempting it was. If she gave in, who knows how far under she would sink? It was the first step down a slippery slope, and they both knew it.

"Rey." He crowded her, making her back arch as she attempted to keep looking up at him. "Take off. Your clothes."

He stood there, towering over her for a beat, then he took a step back. Giving her room, perhaps even giving her a choice. Enough space to ignite a lightsaber.

She took the hilt from her belt. Then placed it heavily on the worktable behind her.

She reached shaking hands to the buttons of her shirt and slowly began to work them open.

"Lay the uniform out on the table. So you'll have something to lie back on."

Rey's face was burning, her mind skipping three thoughts ahead. Her lounged back on the hard metal table, body bared, as Kylo Ren-

"Those, too."

She was stripped of the First Order uniform, and he lifted a hand to indicate her chest wrap and underwear. She ducked her head, staring hard at the floor as she pulled these things off as well.

"Up on the table."

"What about you?" she asked in an embarrassingly breathy whisper. "Your-clothes."

He seemed to consider her for a moment, that damnable tilt of his head the only indication of his feelings. "Do you want me to?"

She deliberated for the briefest of moments before shaking her head. "No."

He jerked a quick nod. "Very well. On the table."

She lifted herself onto it, glad for his suggestion of laying out the uniform beneath her. The metal was frigid where her bare skin met it, tightening her skin around her bones. She sat with her legs dangling.

"Lie back. I want to see you."

She reclined back to her elbows, all at once glad for the barrier of his mask and wishing it gone. With it on, everything seemed surreal, like the world had shifted two inches to the left. But she didn't know what he was thinking, not without prying where she didn't belong. He was right, his face was a weakness, and she would know his entire life story if he were to remove the helm just now.

She watched him carefully, breathing shallow sips of air. His hand twitched beside him, a small tick worrying at the tips of his fingers. It was the most uncontrolled part of him, this clutching and unclutching hand, and she felt the small surge of pride as she realized it was his reaction to her body.

"Touch yourself," he said abruptly, the words snapping just a bit.

She was feeling more confident at his slight desperation, and coyly lifted a hand to cup her breast.

She had barely made contact before he spoke again. "Not there."

His twitching fingers stilled.

She moved her hand slowly down her body, over the flat of her belly, until she reached the searing heat at her center. She hesitated for a moment, then dipped her fingers into her flesh.

"Are you wet?"

His words mixed with the sparking sensations she was coaxing from her own body sent a flush of lightheadedness over her. She practically moaned her answer.

"Yes."

He took the smallest step closer to the table, bearing down on her. "Are you wet for me? Don't close your eyes."

She opened them immediately, not even realizing that they had started rolling back in her head.

"Yes."

"Good. Remove your hand."

She nearly whined at the order, but every time he gave her a command, she could feel her arousal spiking, his clockwork voice the most bellicose of aphrodisiacs. She withdrew her hand.

"You take to my orders so well, my girl."

Why her skin warmed so at this possessive endearment, she was afraid to guess.

"How about one more? Lean forward and open your mouth."

Her damp fingers made smears on the table as she planted her palms and leaned forward. He was close enough now that she could see indistinct reflections of herself in his mask. He moved the final feet closer to the table, easily spreading her knees with his hands to stand between them. This first touch of him to her flushed skin was equally startling and comforting. One small connection to this imposing figure that made her insides liquid. When he was close enough to really enjoy the gesture, she opened her mouth.

He took one of his hands from her knee and rubbed a gloved finger over her bottom lip. She moaned softly and he jerked almost imperceptibly. He hooked his first two fingers behind her bottom teeth and she closed her lips around them, the taste of leather foreign in her mouth. He slowly withdrew his fingers, spreading a bit of wet on her bottom lip as he went.

"Remove my glove," he murmured, the softness of his voice almost not registering in the sensors of his mask. At her baring her teeth, he added, "Carefully."

She tilted her head to the side and took great care in pinching the leather at the tip of his first finger between her teeth. Looking directly up at him as she did so. He slowly tugged his hand away, the suppleness of the gloves making for an easy removal. He gently took the dangling thing from her mouth, taking care to lightly caress her lip with his bare skin.

When he drew it away, he lightly flicked it against the breast she had cupped earlier, leaving a small, pleasant sting on her sensitive flesh, before dropping it to the floor. When he brought his hand back, he yanked her down the table by the backs of her knees. Her hot sex ground against the coarse material of his long tunic, setting sparks across her vision.

Then he set his bare hand to her.

To this point, she had felt aroused, excited, at times afraid. But with the shock of his bare skin on hers, she nearly came undone. He crouched low, resting his helmeted forehead against hers, so close she could see her own wide eyes reflected back at her, hear the unfiltered panting of the man beneath the mask as he worked her body. His breaths were ragged as hers and something about this affinity, this collation of amativeness nearly sent her over.

He stole his hand away.

"Not without me, Rey."

She snarled at him before setting frantic hands to the fastenings of his pants. He rested his mismatched hands on the table, waiting, as her clumsy fingers worked desperately to free him. He nuzzled his head into the naked skin at the crook of her neck, the biting cold of metal and glass hard against her.

The sensation was maddening.

He was masked, couldn't feel the hot of her damp skin against him, but still he rubbed the face of his mask on her neck, as if meaning to lay gentle kisses there. But he was divided from her, separated behind man-made materials. This pointed distancing himself from intimacy tore at her heart, and when she had him in hand, she uttered a command of her own.

"Take off the mask."

He thrust into her hand, not seeming to hear her, so she employed her blunt fingernails to get his attention.

"Take off the mask!"

"No." His voice was too loud against her skin, amplified by the mechanics of his helmet. He was pulling her to him, taking his cock into his own hand. Nudging against her.

Her hands relieved of him, she set to clawing at the underside of his helmet, looking for a release mechanism.

"I said no, Rey." His voice held a note of warning.

"I want to see your face, Kylo Ren!" She hit upon just the right spot and the hydraulics of the thing hissed in release.

He fell away from her with an almost howl, throwing the disengaged helmet across the room.

"Petulant girl!"

When he turned back, when his livid face turned to her, she gasped in surprise. The scar was stark white on his already pale skin, cleaving his face on a diagonal. She had known that she had cut him, but she never guessed that he wouldn't have the scarring repaired.

He was on her again, tipping her back over the table. Roughly grabbing one of her hands, he wrapped it around his cock again, encircling it with his own before dragging their hands up and down his length.

"Is this better?" he hissed, his natural voice near breaking as he bore down on her.

"Yes," she whispered.

"Is this what you wanted, Rey?" He shifted above her, began to enter her slowly.

"Yes!" She squeezed her eyes shut at the slow push of him, the dull fullness she felt as he surged gradually forward.

He grabbed her jaw in his hand, turned her face roughly to him. "Better look me in the eye, girl. Make all of this worth it."

Her eyes snapped open as he slammed fully into her.

All she could do was hold on. His hair was damp from sweat and strands were hanging in his eyes, fluttering with the blasts of his breathing. His eyes had a mad gleam to them and she didn't dare look away. She pulled him close, running her lips down his neck, under his eye, across the scar. Showing him all the places where his mask would not let her in.

Finally bringing her lips to his, her eyes still open.

He bit into her bottom lip, and Rey wasn't sure if it was to ward her off or to deepen their kiss. He answered her thoughts by driving his tongue into her, sloppy and hot, as he quickened his thrusts into her body. His violent surrender to this newest intimacy knocked hard against her chest.

She broke. Rey clutched hard at the folds of fabric at his back as her release shuddered through her body, Ren following close behind.

He only held her for a moment, one instant of peaceful stillness in his arms before dropping her back to the table.

"Go," he muttered as he refastened his pants.

He started pushing the First Order uniform on her, slinging the shirt around her shoulders as he tried clumsily to dress her.

"But… I thought-"

"That'd I'd keep you here? Train you against your will?" He ran a hand through his hair as he reached for her fallen underthings. Hesitated before stuffing the underwear into an interior pocket of his robes. Turned back to her. "Kill you?"

"N-no, I-" She stopped, taking the chest wrap he held out to her and refastening it before buttoning up her shirt. She pulled on the stiff trousers and turned to grab her saber from the table.

Kylo Ren held it carefully in his hand, looking down at it with tangible sadness.

Then, very slowly, offered it out to her.

"I will give you one hour to find whatever it is you are looking for and get off this ship."

She took the saber from his hand and fastened it carefully to her belt. He walked over to where his mask had landed, reverently picked it up, and resettled it on his head, drawing up his hood.

"Then I suggest you run, my girl." That dark tumble of a voice was back, sending impossible thrills through her sated body.

"Because I will never stop coming for you, Rey."

 _ **End.**_


End file.
